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USI Insurance Services LLC Acquires Multi-line Insurance Agency



Associated Banc-Corp Agrees to Sell Associated Benefits & Risk Consulting to USI Insurance Services

GREEN BAY, Wis. and VALHALLA, N.Y. -- Associated Banc-Corp (NYSE: ASB) (Associated) announced today that it has entered into a definitive agreement (Agreement) to sell Associated Benefits & Risk Consulting (ABRC) to USI Insurance Services LLC (USI).

ABRC is a multi-line insurance agency and Midwest-based consulting firm with 400 employees. It is the 36th largest broker of U.S. business providing employee benefits, retirement plans, compliance, business insurance, risk management and individual insurance solutions.

USI is one of the largest insurance brokerage and consulting firms in the world, delivering property and casualty, employee benefits, personal risk, program and retirement solutions to large risk management clients, middle market companies, smaller firms and individuals. Headquartered in Valhalla, New York, USI connects over 7,500 industry-leading professionals from approximately 200 offices to serve clients' local, national and international needs.

"This transaction allows us to monetize our investment in ABRC and further our strategic goals of enhancing shareholder value and being a source of strength for our customers, colleagues and communities," said Philip B. Flynn, president and CEO of Associated. "The meaningful valuation difference between regional banks and insurance brokers is not reflected in Associated's share price, and that difference will also make it difficult for ABRC to grow through acquisitions. In addition, the capital provided from this transaction will support loan growth, create an added buffer during these trying economic times, and support our dividend policy."

Michael J. Sicard, USI's chairman and chief executive officer, added: "We look forward to welcoming the entire team of professionals from ABRC to the USI family. Their collective passion for delivering superior solutions and service to clients complements USI's strong focus on building long-term client relationships and a differentiated experience through the USI ONE Advantage®, an interactive knowledge platform that integrates proprietary analytics, networked resources and enterprise planning to deliver truly customized solutions with material financial impact to clients."

Subject to customary closing conditions, including regulatory approvals, the transaction is expected to close late in the second quarter or early in the third quarter of 2020.

Under the terms of the Agreement, the purchase price is $265.755 million in cash subject to adjustment for, among other things, transaction expenses, and working capital changes. ABRC's last twelve months pro forma revenues were approximately $89 million.

Goldman Sachs & Co. LLC served as financial advisor and Husch Blackwell LLP served as legal advisor to Associated in this transaction.

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